Limited partnership (Switzerland)
A limited partnership (German abbreviation: KmG; French société en commandite , SCm; Italian società in accomandita , SAc; Romansh societad commanditara ) is a partnership in Swiss company law in which two or more natural persons or legal entities have come together to form one joint company to operate a trade , with at least one partner being a limited partner and another general partner . The number of limited partnerships in Switzerland is decreasing and amounted to 1'548 KmGs as of January 1, 2019.
The limited partnership is a legal community or a partnership - the two terms are used synonymously in Swiss company law. According to the law, it is defined as:
« Society in which two or more people unite for the purpose of operating a commercial, manufacturing or other commercial type of business under a joint company in such a way that at least one member is unlimited, one or more members are Limited partners are only liable up to the amount of a certain capital contribution, the limited partnership sum. "
The limited partnership has no legal personality , but it is action- , process- and collection Procedures capable . She has a special fund. The general partners are jointly and unrestrictedly liable, the limited partners limited. As a special feature of Swiss law, it should be noted that only natural persons can be considered as partners with unlimited liability. A GmbH & Co. KG is therefore not possible under Swiss law. In addition, the short form “KG”, which exists in Germany for example, is not permitted under Swiss law.
The limited partnership for collective capital investments , which is regulated as an independent legal form in the Collective Investment Schemes Act (KAG), must be distinguished from the limited partnership . In contrast to the “normal” Swiss limited partnership, the general partner with unlimited liability must be a stock corporation domiciled in Switzerland.
The company of a limited partnership had to contain the family name of at least one partner with unlimited liability as well as an addition indicating the corporate relationship (examples: & Co. , & Cie. , & Partner ). Since July 1, 2016, this is no longer necessary, as fantasy names are now also possible. However, the company suffix limited partnership or KmG are mandatory.
See also
- Limited partnership (Germany)
- Limited partnership (Austria)
- Limited partnership based on shares (KGaA)
- Limited partnership (Switzerland)
- Accomenda - the historical archetype
Web links
- Art. 594 ff. Code of Obligations - The limited partnership
Individual evidence
- ↑ Registered companies per legal form and canton. Federal Office for the Commercial Register.
- ↑ Art. 594 para. 1
- ↑ Instructions to the commercial register authorities for checking companies and names. (PDF; 153 kB) (No longer available online.) In: www.ejpd.admin.ch. Federal Office for the Commercial Register, April 1, 2009, archived from the original on December 16, 2011 ; Retrieved July 24, 2012 . Info: The archive link was inserted automatically and has not yet been checked. Please check the original and archive link according to the instructions and then remove this notice.
